Things I Have Come to Fear the Most
by siriuslyitskate
Summary: Sirius realizes he fancies Remus and fears rejection upon telling Remus his true feelings. If only he knew Remus feels the same ... RLSB SLASH :
1. Chapter 1

A/N: I know I should be working on my other story, but I've come to a serious roadblock in it x.x Sooo .... I decided to write a new fic! It just kind of came to me today. Hope you enjoy it! ^^

Disclaimer: I do not own it, I just write about it :)

Warnings: Eh, some angst and innuendo, but not much else in this chapter ...

* * *

Remus Lupin sighed wearily and rubbed at his eyes with one hand while sorting together his books and rolls of parchment with the other. Judging by the lack of people in the Gryffindor Common room, it was around two in the morning and Remus had just finished two essays and a potions assignment.

Letting out a rather loud yawn, the sandy-haired boy scooped his belongings into his arms and made his way up the stairs, his thoughts filled of hot showers and his warm bed. These thoughts, however, vanished upon entering the dorm and finding one Sirius Black, shirtless and leaning against the window on the opposite side of the room, a fag dangling precariously from his lips.

Remus decided immediately that breathing in sharply was not the best reaction to the image before him and coughed, wrinkling his nose as he made his way to his bed.

"Merlin, Pads," the lupine boy muttered, dropping his schoolwork on the floor next to his bag. "Must you do that in the dorm room?"

"I'm standing by the window," Sirius mumbled around his cigarette as he thumbed through one of James' old Quidditch magazines.

"If you think that makes the smoke disappear, you are sadly mistaken. I could practically smell it all the way it the common room," Remus informed his dark-haired friend as he made his way across the room. "Besides, the breeze is blowing all the smoke _into_ the room, not _out_ of it." With that, he plucked the half-smoked cigarette from Sirius' lips and flicked it out the window.

"Oi! You got some of the ashes on my pants!" Sirius yelped, quickly brushing off the grey dust. His silver eyes narrowed in the werewolf's direction when he saw the ashes had left grey smudges in their wake. However, Remus had his back to the Black and was in the process of removing his shirt.

"It wouldn't have happened if you hadn't been smoking in here. McGonagall would have shat a chicken if she caught you with that cancer stick anyway," he said nonchalantly. He frowned and looked over his shoulder at his friend. "I can feel you staring and it's making me uncomfortable."

"Sorry," Sirius flushed, tearing his gaze from Remus' well-muscled back and focusing on the trees of the Forbidden Forest.

"Where are Jim and Pete?" Remus asked, flinging a towel over his shoulder as he kicked off his shoes.

"Erm, they should have been back by now … went to the kitchens for a midnight snack about an hour ago." Remus gave Sirius a toothy grin and replied,

"Then it wasn't exactly a midnight snack, was it now?"

"Oh, sod off you pouf," Sirius rolled his eyes and flung the magazine at Remus, who laughed and dodged it easily.

"Well, I'll be in the shower if you need me," Remus called as he disappeared through the door that adjoined to the bathroom. Sirius groaned and fell onto his bed. _If only you knew how badly I'd like to take you up on that offer …_ He buried his face into the pillow and sighed deeply.

Lately, the raven-haired had been having less than platonic thoughts about the fellow marauder and resident werewolf, and he couldn't seem to understand why. _You fancy him, obviously,_ the nagging voice in the back of his head murmured.

"Ugh! This is so frustrating!" Sirius cried.

"What, the fact that you haven't been laid in ages?" came an amused voice.

"Not now, Potter," Sirius whined, slightly muffled by the pillow. James Potter looked over his shoulder to ensure Peter Pettigrew wasn't listening before sitting on his best mate's bed.

"This about Remus?" James whispered. Sirius rolled onto his back and sighed.

"Yes …"

"Sirius, you need to figure out what's going on," James said, hazel eyes narrowing in corcern.

"Isn't it clear? My hormones are just going all wonky," Sirius snapped, turning his back to James once more. James frowned and leaned in.

"Hormones don't 'just go all wonky' when it comes to fancying one of your best mates," James hissed. Sirius sat up and pushed James off the bed before the bespectacled boy knew what hit him.

"Oi! Watch it you tosser!" James shouted, throwing a shoe at Sirius. Peter looked over just in time to see the shoe smack Sirius in the face and smirked before going back to changing.

"Can you believe him, Pete?" James asked incredulously, raising his voice to speak over Sirius' yelp of pain. "Trying to kill me when I'm helping him in his time of need!" The mousy boy snorted and climbed into his bed.

"From my angle it looked like 'helping' meant snogging, so yes," he smirked. James gaped at the other boy.

"What? I would not kiss that mutt! I know exactly where he's been!"

"More like who he's been with," Remus muttered as he re-entered the room, a crimson towel hugging hips.

"Exactly!" Remus rolled his eyes and kicked James playfully as he crossed the room to his bed. Sirius was sitting on the edge of his own bed, brow furrowed as he massaged his jaw. Remus raised a blonde eyebrow when Sirius looked up.

"Prongs threw a bleeding shoe at me," he complained. Remus chuckled and adjusted his towel, approaching Sirius. Silver eyes widened when he realized the towel was the only thing Remus was wearing.

"Let's have a look see," Remus mumbled, cupping the opposite side of Sirius' jaw with his free hand. Sirius, who was far too frazzled to move away, let alone protest, stared at his friend with wide eyes. Remus brushed Sirius' long, ebony hair out of his face and turned his head gently to inspect the damage. "That's going to bruise," he stated after a moment's inspection.

"You're quite inept at studying wounds, Moony," James teased, as he peeled off his socks.

"I've been a werewolf for eleven years Prongs, I know when something is going to leave a mark the next day," Remus replied haughtily, golden eyes studying Sirius' features a minute longer before pulling away.

Sirius nearly gasped with relief and quickly ran to the bathroom to relieve himself, leaving a very confused werewolf in his wake.

"What was that about?" Remus asked, pulling a pair of pyjama bottoms on and climbing into bed.

"Probably checking to see if he can fix his beautiful face before morning," Peter snorted, rolling his chocolate brown eyes. James smiled smugly to himself as he snuggled into his sheets, his grin hidden as Remus put out the lights. _Sirius is in way over his head …

* * *

_

A/N: So ... what do you think? Worth writing more? :O

_

* * *

_


	2. Chapter 2

A/N: Thanks to everybody that reviewed! :) I'm a horrible procrastinator so I don't know if I'll ever get around to thanking you individually, so sorry in advance.

Disclaimer: I do not own it, I just write about it :)

* * *

Sirius sat on the floor of the shower, arms hugging his legs and his head resting on his knees. By now his back was numb to the icy water pouring out of the shower head, but his mind was still racing.

His body had never reacted as strongly to Remus' half-nakedness as it had today and he was, admittedly, a little more than frightened. The dog animagus had realized in his fourth year that he fancied blokes just as much as –if not more than- girls and he had come to terms with the fact. This process of acceptance was made all the easier when Remus confessed to his friends that he was "as bent as a rainbow."

Sirius snorted into his knees at the recollection of Remus' words and sighed softly. The fear in Remus' golden eyes had been evident when he came out to the other Marauders, it was as if he thought the other boys only had enough acceptance for a werewolf and he expected them to lash out at him for his newest dysfunction.

Of course, they had all accepted him, and Sirius came out not too long afterwards. He still remembered the look Remus had given him, the lupine's brownish-gold eyes had turned a smoldering amber and Sirius had felt like his insides were burning up under the gaze.

"Maybe that's when it happened," Sirius muttered to himself, shivering slightly as the cold water rolled down his arms. He quickly stood and turned off the shower deciding he had spent long enough in hiding.

By the time Sirius exited the bathroom and crawled into bed, James and Peter were snoring softly. Remus, however, turned and blinked slightly at the sudden noise to his left.

"Sirius?"

"Mmm?" the boy in question replied, pulling his covers up to his chin.

"Merlin, you were in there for a long time," Remus mumbled sleepily. "You okay?"

"Fine, go to sleep, you sound exhausted," Sirius responded quietly.

"Hmm, if only it was that easy," he yawned. Sirius sighed and slid out of bed, crossing the short distance to Remus' and pulling the covers back. Bad idea! His mind screeched, but Sirius ignored it.

"What are you doing?" Remus murmured.

"Do you remember when we were younger and you would have all those nightmares?" Sirius questioned. Remus nodded silently. "You would only fall back to sleep if I stayed the night with you."

"It was a comfort thing," Remus defended.

"I know," Sirius whispered, pulling Remus into his arms. Remus buried his face in Sirius' neck.

"But we're older now Sirius," Remus told the other boy. "It's not exactly the same. It's far more …" _Dangerous … Unacceptable … Intimate …._ The unspoken words hung heavily in the air and Sirius pulled away, frowning at his friend, silver eyes searching the werewolf's face.

"James and Pete know we're not dating," Sirius replied, a smidgen of bitterness echoing in his voice. Remus, oblivious as ever, took it as a disgusted tone.

"That's not the point," Remus snapped, turning his back to Sirius. "Besides, what will your girlfriends say?" Remus practically spat the word, as if tasting the seemingly vile word upon his lips. Sirius recoiled and stared at Remus' back a moment.

"I was just trying to help," Sirius hissed. "But I can see you're far too high and mighty for that." He stood and stormed back to his bed, pulling the curtains closed so tightly he almost ripped the thick fabric.

Remus bit his lip and squeezed his eyes shut, wishing he had never opened his mouth and had just let himself succumb to the feeling of Sirius' warm body against his.

* * *

James awoke the next morning grinning like mad from the recollection of another dream in which Lily Evans was the star. _Nothing can ruin my morning,_ James thought as he stretched. As he opened the curtains to his bed and put on his glasses, he noticed something was not quite right. It was only seven o' clock in the morning and Sirius was already gone. James' smile wavered somewhat and he climbed out of bed.

"Hey, Moony?" James asked quietly, trying not to wake Peter, whose snores echoed softly in the near-silent room. James heard Remus stir behind the curtain and the lycan parted the fabric, rubbing his eyes with his free hand.

"Yes, James?" he asked sleepily.

"Have you seen Sirius?" Remus turned towards the black-haired boy's bed and frowned.

"Erm, no. Not since last night."

"Last night?" James asked, quirking an eyebrow. "Before or after he ran off?"

"After. I couldn't sleep, so I was awake when he came back. We, erm ... we sort of had a disagreement," Remus admitted, turning away from James to collect his school uniform.

"So he left last night? Merlin, what did you two fight about?" the bespectacled boy asked in half-amusement. Remus blushed softly and he looked under his bed for a cleanish sock.

"We didn't fight," he defended. "We had a disagreement."

"It's the same thing for you two. It's so rare for you to bicker ... well, that's not true. You bicker about homework and pranks all the time."

"Keep your voice down, you'll wake Peter."

"You're changing the subject," James smirked. Remus huffed slightly, then smiled when he found a sock that didn't look like it had been under his bed for too long.

"I don't want to talk about it," he said softly, brushing his sand-colored hair out of his face.

"You never want to talk to anyone about your problems," James retorted. "Padfoot is the only one you talk, and he's the one who's causing your problems! You're supposed to be able to talk to _all_ of us about anything. We're the Maruaders for Merlin's sake!"

"Gods, can't you talk in a normal voice, Prongs?" Remus and James turned to see Peter groggily getting out of bed. Remus gathered his school clothes together and began walking towards the bathroom.

"Remus!" James called out to his friend. "You can't keep these things bottled up!" Remus paused, his free hand on the doorknob.

"Jim, I appreciate that you care, but there are somethings I need to keep bottled up for my own sake. Surely you can understand that?" James opened his mouth to reply, but Peter shot him a look.

"He's going to end up getting hurt if he keeps everything bottled up all the time," James said, moodily kicking a shoe after Remus left the room.

"Or maybe he's already been hurt and that's why he keeps them to himself," Peter offered. James looked at the mousy boy as if he had sprouted a second head.

"When the hell did you become so intuitive?" Peter shrugged and James sighed. "So much for nothing ruining my morning ..."

* * *

Sirius drummed his fingers on a windowsill in the common room. He needed a fix.

After he had gotten back to bed, he'd been too upset to go to sleep, so he had taken James' invisibility cloak and snuck off to the astronomy tower to be alone and collect his thoughts. He decided to smoke a fag while he brooded and ended up getting caught by McGonagall. He hadn't said a word when she took twenty points from Gryffindor, gave him a weeks' worth of detentions, and confiscated his pack of cigarettes, but now he was sorely wishing he had at least stolen one out of the pack before giving it up.

Sighing, the Black turned to lean against the frame, brows furrowed as he tried to mull over what had gone wrong with Remus the night before between laying with Remus and getting snapped at. He bit his lip in frustration as he ran threw the events again and again.

"If you're doing that to make your lips look 'irrestiable,' you might as well just use some bird's lipgloss." Sirius snapped out of his reverie to find Remus standing at the foot of the stairs.

"Remus, what the hell happened last night?" the animagus asked, taking a few steps closer to the werewolf. Remus' golden eyes narrowed dangerously, but Sirius ignored it, reaching out to grab Remus' wrist. "I've been going over it in my mind and I can't figure out what went wrong." Remus' softened slightly, but he turned his head away.

"We should talk about it later," Remus whispered. Sirius looked up to find that students had begun coming into the common room. Sirius turned back to Remus, grey eyes searching his face before nodding and releasing Remus' wrist.

"Sure, we've both got a free period after lunch." Remus nodded and began to walk off. "Remus, wait!" The boy in questioned turned back to Sirius with a questioning look on his face. "I, uh, erm ... I'm sorry." Remus smiled and nodded.

"Me too. I'll see you in class." Sirius sighed and watched his love-interest walk out of the portrait hole.

"Damnit, now I _really_ need a cig."

* * *

A/N: Eh, not to happy with this chapter. Nothing really happened x.x I guess I've just have to update the next one sooner :O

* * *


	3. Chapter 3

It had been a long morning for Sirius. He had been fidgety and anxious all morning and the hours were ticking away far too slowly for the young Black's liking. When he and his fellow classmates were released from Defense Against the Dark Arts, Sirius audibly sighed in relief, causing James to shoot him a look. He "accidentally" tripped Sirius on the way out of class and stopped to help the dog animagus pick up his books, waving Peter and Remus on with the promise to catch up with them soon.

"Sirius, I thought Defense Against the Dark Arts was your favorite class?" James asked, puzzled, as he handed Sirius the last of the books.

"It is, but Remus and I going to talk after lunch," Sirius replied, sliding the book into his book bag as they began walking to the Great Hall.

"Going to finally confess your love?" James smirked, swooning for dramatic effect. Sirius bit his lip.

"Erm, actually ...." James snapped up and looked at Sirius, horrified.

"Sirius! You can't!"

"What do you mean by that? I can do whatever the hell I want," Sirius huffed, silver eyes glowing with anger.

"I didn't mean it like that," James said, voice calmer than before. He stopped and grabbed Sirius' arm before he entered the Great Hall, turning the other boy to face him. "You guys got into an argument last night. If you tell him now, he won't believe you he'll think you're just saying it to push the disagreement aside instead of trying to fix it. The full moon is tomorrow night and if he takes it the wrong way ..."

"James, I've waited long enough. I can't take this anymore!" Sirius snapped, pulling his arm away from his friend. He let out a cry of frustration and punched twisted his fingers into his hair. "I'm going completely insane!"

"Well, I would say you've already been there and back, but this looks pretty back mate," James smiled despite himself. Sirius glared at him.

"This isn't funny James!"

"Black! Potter!" The boys turned to see an Angry Professor McGonagall standing before them with a tight-lipped frown. "I don't know or particularly care what you too are fighting about, but you either need to end it or take it elsewhere."

"Yes Professor," James said. "Sorry." He flashed her a winning smile and grabbed Sirius' arm, dragging him in the direction of the Gryffindor table. James took his regular seat beside Peter, easily slipping into the conversation the other two Marauders were having. Sirius sighed softly and sat next to Remus. The lycan turned and smile at Sirius, then frowned when he saw Sirius staring blankly at his empty plate.

"You okay?" Remus asked quietly. Sirius looked up at Peter and James laughed loudly about something, completely oblivious to the canines.

"Not really."

"You just want to get our talk over with," Remus said knowingly. Sirius nodded and searched Remus' face. "Come on, we'll go now." Remus stood up and excused himself and Sirius, making some excuse about helping Sirius with his homework. James shot Sirius one final warning look before turning back to Peter.

* * *

The Gryffindor common room was completely empty when the boys slipped through the portrait hole, but they both decided they would go to the dorm, just in case. Sirius' heart was beating rapidly and out of control and he felt rather light-headed by the time he had finally taken a seat on the edge of his bed, facing Remus who had taken to sitting on his own bed. Remus was fidgeting uncomfortably and Sirius wondered briefly if the lycan's super sensitive ears could pick up the loud and erratic beating of his heart.

"So ..." Remus started awkwardly. "I guess I was just jel-"

"Remus, I think I-" Sirius stopped when he realized he had interrupted Remus and flushed heavily, ducking his head. "Sorry, you can finish."

"No, I want to hear what you were about to say," Remus said in a slightly strained voice. Sirius stood and started pacing in the area between their beds. He was biting his lip and he ran a hand through his hair.

"I think ... I um ... I think I need a cigarette," Sirius finished lamely, he turned to Remus and smiled sheepishly, just barely catching a flash of disappoint in Remus' eyes.

"If you brought me up here just to say that," Remus began, standing up.

"No!" Sirius grabbed Remus' hand and held them before squeezing his eyes shut and taking a deep breath. _It's now or never …_ Remus opened his mouth to say something, but was effectively silenced when Sirius leaned in and kissed him. It took Remus' mind a moment to process what was happening before his eyes widened in shock and he pushed Sirius away.

"What the _hell_ are you doing?" Remus cried. Sirius stared blankly at him and Remus took this as a bad sign. Anger flared up inside him and his eyes turned almost yellow in color. "What? Did you finally decide after three years of supposedly being bisexual that you want to actually start chasing blokes? But you're scared, right? You don't know exactly what to do, so you say to yourself, 'Hey, why not just use Remus? He likes blokes, surely he won't care!'" Remus snarled.

"It's not like that at all!" Sirius snapped. Remus ignored him, completely enraged now.

"Did you think that I don't have _feelings_? That I wouldn't care if you _used_ me and that I wouldn't be hurt in the end?" he punctuated every word with a sharp jab at Sirius' chest. Sirius' resolve snapped and he swatted Remus hand away.

"I told you! It's nothing like that!" Sirius took another deep breath and took Remus' hands in his own. "Remus, I fancy you. A lot. I have for awhile now, and … I can't take it anymore. I just needed you to know." He looked into Remus' eyes just in time to see the old take over completely. He shoved Sirius, causing the raven-haired boy to stumble and fall, wincing as he landed painfully on his wrist.

"I forgave you after what happened with Snape," Remus said in a low, dangerous voice. His hands were balled into tight fists at his sides and his chest was heaving with his sharp, erratic breathing. "But if you think I'm going to make that mistake again, you're wrong." Remus' voice cracked slightly and he turned away, grabbing his book bag and running out of the room before Sirius could even process what had happened.

* * *

James was staring at the door of the Potions classroom, waiting for Remus and Sirius to run in, making up some lame excuse and laughing. As the minutes ticked by, however, he was becoming more and more nervous.

"Potter!" James whipped around to see Professor Slughorn and the entire class staring at him.

"Erm, yes Professor?"

"I'm guessing from your intense fixation on the door, you're waiting for Black and Lupin to come in at any moment?"

"Er ... well, yes ...."

"Where are they?"

"Um ..." James panicked a little until Peter rolled his eyes.

"Sirius ate something that didn't agree with him so Remus took him to Madam Pomfrey," the mousy boy supplied. Professor Slughorn studied Peter for a moment. Then, seeming convinced, he nodded.

"Very well. When you see Mr. Black, tell him to see me by the end of the night unless he would like to fail my class. Now, back to the lesson ..." Slughorn turned his back to them once more and James elbowed Peter.

"Where did you pull that one out of?" James hissed. Peter shrugged, copying down what Slughorn was saying, knowing Remus would appreciate the notes.

"We're Marauders, aren't we supposed to pull things out of our arses anytime we need an excuse?" James snorted and Professor Slughorn turned to glare at him.

"Erm, sorry professor," he smiled sheepishly. Slughorn rolled his eyes and waved his hand. Their homework assignment appeared on the board and he dismissed class. As James was writing down the assignment to tell Remus, a shadow fell over the desk.

"Can I help you?" he asked, slightly annoyed.

"Yes, actually, you can," a very feminine voice replied. James looked up so fast he almost gave himself whiplash. Lily Evans was standing before him, hands on her hips, long, red hair draped over her shoulder, eyes glowing bright green with curiosity.

"Lily!" James choked out, knocking over his bottle of ink. Peter snorted and Lily rolled her eyes, pulling out her wand and mumbling a quick cleaning charm.

"What really happened with Remus and Sirius?" she asked in a low voice. James' hazel eyes widened, then he turned away.

"I don't know what you're talking about," he said haughtily. Lily's eyes narrowed and she grabbed his shoulder, squeezing painfully.

"Look, Remus is one of my best friends. I have the right to know when something is wrong. The way you're trying to hide the truth and the fact that I saw Remus running to your usual spot by the lake with tears streaming down his face tells me something is up." James and Peter shared a look.

"Erm, they were just going back to the dorms to talk," James admitted. "I swear I don't know why he's upset. I'll go talk to him-"

"No," Lily stopped him, pushing her palm into his chest. James fell back into his seat. "Go talk to Black and find out what he did this time. I'll talk to Remus. No offense, but he needs someone understanding to confide in."

"Good luck," James snorted. "Remus only ever talks to Sirius about his problems," James informed her.

"Who do think he talked to last year about the incident with Severus?" James' jaw dropped and he stared blankly at her. She smirked, flipped her hair over the back of her shoulder, and walked out of the room.

"Merlin, I love that woman," James sighed. Peter rolled his eyes.

"Come on," He said, hitting James' arm. "I have a feeling that Sirius needs to talk to you."

* * *

A/N: So, kind of depressing and I think Remus may have been a little OOC :X But, I mentioned the full moon was close and if I was in the same situation with the same mindset as Remus I'd be pretty pissed too :O I feel a little bad for Peter, he doesn't exactly know what's going on, but he's still trying to fix things :D

And yay! Lily made an appearance :) I can't believe it took me two chapters to tie her in XD Oh well, I hope this chapter was better than the last ^^

* * *


End file.
